Prohibited Card Design Guidance

• Taglines (e.g., “powered by”, “driven by”, “treat like cash,” etc.), slogans, advertising and marketing language
• Images of product brands or branded products for which the Buyer does not have explicit permission to use
• Celebrities, actors, adult cartoons or graphic video/computer game figures, musicians, or public figures where you cannot prove IP ownership
• Phone numbers, addresses, URL addresses on the front of card designs
• Bank/Account or PIN numbers on the front or the back of a card
• Content that is violent, bloody, indecent, obscene or contains nudity or semi-nudity
• Material that is directly marketed to underage children, as defined by applicable law
• Any references to national partnerships and/or sponsorship properties (FIFA, Olympics, NFL, etc.)
• Virtual currencies (Bitcoin, comparable stored value business models). Currency printing guide: https://www.treasury.gov/services/Pages/Regulations-for-Reproducing-US-Currency-Images.aspx
• Culturally or socially insensitive texts or images, or those that show alcohol, tobacco, gambling, firearms, online or role playing games, adult entertainment, or other anti-social behaviors
• Financial services companies (any Financial Institution that could potentially be considered a competitor to Visa/Mastercard/Amex/JCB/CUPS Issuers)
• Groups associated with hatred or intolerance (race, sex, creed, national origin, religious affiliation, marital status, sexual orientation, gender identity)
• Direct selling organizations
• Alcohol, tobacco or pharmaceutical companies
• Libelous or derogatory or defamatory content
• Discriminatory or provocative content
• Content that instigates or encourages anti-government behavior or sentiment, or content that is in violation of any rules, regulations, or laws
• Numbers, text or images that might result in card acceptance confusion by merchants or misunderstanding/confusion with cardholders
• Marks and logos belonging to companies that compete with Visa/MC/Discover/American Express/JCB in any way, merchant processors and card vendors (including manufacturers and card personalizers), other than required manufacturer ID code on the card back
• Any image that, in the sole judgment of Visa/MasterCard/American Express/JCB/CUPS, may potentially denigrate their brand. Any images or designs in question should be reviewed with Praxell team prior to approval.
• Exceptions to certain items listed above may be considered on a case-by-case basis. All requests for an exception must be submitted to Praxell for approval through the standard card design review process.

1. General website use and Acceptance

BY USING AND/OR VISITING THE WWW.PRAXELL.COM WEBSITE AND/OR ANY SUB-WEBSITE OF WWW.PRAXELL.COM (as defined below; collectively, including all content available through the Praxell.com domain name and/or any sub-domain name such as www.mobile.praxell.com, the “Praxell Website”, or “Website”), is owned, maintained and operated by Praxell, Inc. (“Praxell”) and by USING ANY OF THE SERVICES PROVIDED ON THE WEBSITE (as defined bellow) YOU SIGNIFY YOUR ASSENT TO BOTH THESE TERMS AND CONDITIONS (the “Terms of Use” or “Agreement”) AND THE TERMS AND CONDITIONS OF PRAXELL’S PRIVACY POLICY, WHICH ARE PUBLISHED AT http://www.Praxell.com, AND WHICH ARE INCORPORATED HEREIN BY REFERENCE.

The Terms of Use constitute a binding legal agreement between you as user (“You”) and Praxell. For the purpose of these Terms of Use, a “Sub-website” of Praxell shall be considered as any website which is part of the Praxell service offering and which refers to these Terms of Use as the terms governing the use of such websites.
This Terms of Use Agreement sets forth the legally binding terms for your use of the Praxell Services as defined below and they shall apply to all users of the Praxell Website, including users offering content and/or other materials or services on or through the Website. By using the Praxell Services, You agree to be bound by this Agreement. You are only authorized to use the Praxell Services (regardless of whether your access or use is intended) if You agree to abide by all applicable laws and to this Agreement. PLEASE READ THIS AGREEMENT CAREFULLY AND SAVE IT. IF YOU DO NOT AGREE WITH IT, YOU SHOULD LEAVE THE PRAXELL WEBSITE AND DISCONTINUE USE OF THE PRAXELL SERVICES IMMEDIATELY. IF YOU WISH TO BECOME A MEMBER AND MAKE USE OF THE PRAXELL SERVICES, YOU MUST READ THIS AGREEMENT AND INDICATE YOUR ACCEPTANCE DURING THE REGISTRATION PROCESS.

In order to participate in certain Praxell Services, You may be required to agree to additional terms and conditions. Unless otherwise provided by the additional terms and conditions applicable to the Praxell.com Services in which You choose to participate, those additional terms are hereby incorporated into this Agreement as an integral part hereof.
Praxell.com may modify this Agreement from time to time and such modification shall be effective upon posting by Praxell.com on the Website. You agree to be bound to any changes to this Agreement when You use the Praxell Services after any such modification is posted. It is therefore important that You review this Agreement regularly to ensure You are updated as to any changes.

2. Eligibility

Use of and Membership in the Praxell Services is void where prohibited. By using the Praxell Services, You represent and warrant that (a) all registration information You submit is truthful and accurate; (b) You will maintain the accuracy of such information; (c) You are 18 years of age or older; and (d) your use of the Praxell Services does not violate any applicable law or regulation. Your profile may be deleted and your Membership may be terminated without warning, if we believe that You are less than 18 years of age.

Minors are not allowed to purchase Services or any Applications (as defined below). Accordingly, by purchasing such services the user declares and represents that he/she is more than 18 years of age and that he/she has full legal capacity to complete such contractual action without need for any additional approvals or consents.

. Provided Services

Praxell is a program manager for network-branded prepaid debit cards (“Prepaid Cards”) issued by a financial institution (“Issuing Bank”). Praxell shall provide certain services, as described more fully on the Website (“Services”). Services may include, but not be limited to, the fulfillment, customization and program management of Praxell Cards (collectively referred to as “Content”). You acknowledge that Praxell provides the Services AS IS and that Praxell assumes no responsibility for any failure in providing the Services to the Users and shall have no responsibility in relation to the availability of any Product Type. Please note that Services (or added customization and other features) may be provided only to Users who subscribe for such Services and Praxell may charge fees for such Services. Praxell may change, suspend or discontinue any or all of the Services or any Content for any reason, at any time, including the availability of any feature or part of the Content at its sole discretion. Praxell may also impose limits on all or any of the Services or restrict your access to parts or all of the Services without notice or liability. The Services provided by Praxell (as defined on the Website) are provided according to the provisions of this Agreement and the specific commercial provisions and policies (including Cancellation Terms, Refund Policy etc.) as detailed on the Website, and such provisions and policies as may be amended or changed from time to time, are incorporated herein by reference and shall be considered as an integral part hereof.

4. General Undertakings

You accept sole responsibility for all of your activities using the Website, including your conduct on the site and any and all content You may submit, post or share via the Website. You will not use the Praxell.com or Praxell Services for any unauthorized or illegal purpose. You will be responsible for ensuring that You do not violate any laws of your jurisdiction, including but not limited to copyright laws. You will not upload or transmit viruses, worms or any other destructive code.

5. The Praxell Website

The Praxell Website may contain third party content and links to third party websites that are not owned or controlled by Praxell. Praxell has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party content or websites or any of their contents. In addition, Praxell will not and cannot censor or edit the content of any third-party site. By using the Website, You expressly relieve Praxell from any and all liability arising from your use of any third-party website. Accordingly, we encourage You to be aware when You leave the Praxell Website and to read the terms and conditions, and privacy policy of each other website that You visit.

6. Website Access

• Praxell hereby grants You permission to use the Website as set forth in these Terms of Use, provided that: (i) You will not alter or modify any part of the Website other than as may be reasonably necessary to use the Website for its intended purpose and/or in a manner allowed by Praxell; and (ii) You will otherwise comply with the terms and conditions of these Terms of Use.
• In order to access some features of the Website, You will have to create an account. You may never use someone else’s account without permission. When creating your account, You must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and You must keep your account password secure. You accept sole responsibility for keeping your password secure. You must notify Praxell immediately of any breach of security or unauthorized use of your account. Although Praxell will not be liable for your losses caused by any unauthorized use of your account, You may be liable for the losses of Praxell or others due to such unauthorized use.

7. Ordering Cards

• Order Application. In placing an order (the “Order”) on the Website, You are submitting an application to Praxell to serve as its authorized agent of Praxell and its Issuing Bank to sell and distribute Prepaid Cards to cardholders (“Cardholders”). These Prepaid Cards are issued pursuant to a license from MasterCard International Inc, and/or Visa U.S.A. Inc. Visa and the Visa brand mark are registered trademarks of Visa U.S.A. Inc. MasterCard and the MasterCard brand mark are registered trademarks of MasterCard International Incorporated.
• Due Diligence. During the application process and at any time thereafter, You will provide Praxell and the Issuing Bank with personal and business data as may be requested. The agency authority granted herein is solely for your benefit and You shall not subcontract or delegate the agency authority granted therein, nor any of your duties or obligations thereunder, without the prior written consent of Praxell. Notwithstanding anything herein to the contrary, Praxell may, at any time and for any reason whatsoever, terminate your agency and direct You to cease the sale, distribution and loading of Prepaid Cards.
• Product Type. Your Order consists of a request for Prepaid Cards based on a particular product type (the “Product Type”). Within that Product Type, Prepaid Cards are distinguished by mode of issuance (instant vs. mail issued); source of funding (business vs. consumer), reloadability and other factors.  Prepaid Cards contain proscribed terms and conditions (the “Terms and Conditions”), including the disclosure of cardholder fees (“Cardholder Fees”) associated with their sale and use.   The Terms and Conditions of Prepaid Cards constitute a binding agreement between the Cardholder and the Issuing Bank.
• Card Issuance. Mail-delivered cards are sent via USPS direct to the Cardholder at the address on record. Unless otherwise arranged, Praxell ships instant-issued cards direct to You by means of bulk delivery to such locations designated by You as shall be approved by Praxell. Instant-issued Prepaid Card inventory shall be maintained by You in accordance with Praxell’s compliance guidelines. You shall not transfer Prepaid Card inventory between locations without Praxell’s knowledge and consent.
• Funding Method. Prepaid cards must be funded prior to their use in modes specifically approved for the Product Type as outline on the Website. Where permitted by Praxell, a licensed money service business (“MSB”) can accept and process cash for the sale and loading of certain Praxell Cards. To effectuate a cash sale or load, the MSB must be approved by Praxell and the Issuing bank and enter into a Retail Distributor License under terms proscribed by Praxell.
• Certain Product Types can be reloaded while others allow for just single loads. Pursuant to the USA Patriot Act, the Issuing Bank must obtain, verify, and record information that identifies each person who opens a reloadable account.
• Customization Levels. To complete your Order, You must select your desired level of customization. Customization options range from Standard Branding, Your Branding or Custom Solution. The customization options are detailed at http://getstarted.praxell.com/customize. Your choice of customization will impact both the offering price as well as the delivery timeframe.
• Product Type Availability. Praxell shall have the right, at its sole discretion (including but not limited to an event of violation of any legal agreement, law, regulation or policy) and with no need to provide a notice, to permanently or temporarily discontinue the availability of any Product Type (or of any features or components thereof).

8. Fees and Payment

he Services offered on the Website require payment of fees (“Charged Services”) as described on the Website. You authorize Praxell directly or through third parties, to make any inquiries it considers necessary to validate your account, company and financial information that You provided while signing up for such Services.
All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and You shall be responsible for payment of all such taxes, levies, or duties. You agree to pay any such taxes that might be applicable to your use of the Services and payments made by You to Praxell.

All fees shall be charged in accordance with the payment method as determined in the Website. If, at any time, You contact your bank or credit card company and decline or otherwise reject the charge of any payable fees, this act will be considered a breach of your obligation hereunder and your right to use, ell or distribute the Prepaid Cards will be automatically terminated. All prices and fees are non-refundable. Praxell expressly reserves the right to change or modify its prices and fees at any time, and such changes or modifications shall be posted online at the Website and effective immediately without need for further notice to any user.

9. Cancellation & Money Back

Should You elect to cancel your Order You can submit a refund request to orders@praxell.com. If cards have not been produced you will receive a full refund or not be charged. If card has been produced and mailed to your address you will be required to return the card to a specified address to receive a refund of the design fee. 

YOU ACKNOWLEDGE THAT CERTAIN SERVICES PURCHASED ON OR THROUGH THE WEBSITE (INCLUDING PURCHASE AND/OR CUSTOMIZATION OF PREPAID CARDS) MAY BE NON-REFUNDABLE. THE TERMS OF EACH PURCHASED SERVICE ARE INDICATED IN THE WEBSITE AND/OR AS PART OF OR DURING THE PROCESS OF PURCHASING SUCH SERVICES. IT IS YOUR OBLIGATION TO VERIFY YOUR ABILITY TO CANCEL A SERVICE PRIOR TO PURCHASING ANY CHARGED SERVICE. PRAXELL WILL NOT REFUND ANY AMOUNTS PAID FOR NON-REFUNDABLE CHARGED SERVICES.

10. Intellectual Property Rights

The Content on the Praxell Website (as defined above), except for all User Content (as defined below), is subject to copyright and other intellectual property rights under local and international laws conventions. To the best of its knowledge, Praxell uses only Content which is allowed and permitted for use by the owner/s of the copyrights and other intellectual property rights therein. Content on the Website is provided to You AS IS only and it may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners (if such consent is required) (outside of a Praxell document). Praxell reserves all rights not expressly granted in and to the Website and the Content. You agree to not engage in the use, copying, or distribution of any of the Content other than expressly permitted herein, including any use, copying, or distribution of User Content of third parties obtained through the Website for any commercial purposes. You agree not to circumvent, disable or otherwise interfere with security related features of the Praxell Website or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Praxell Website or any of the Content therein.

11. Warranty Disclaimer & Limitation of Liability

YOU AGREE THAT YOUR USE OF THE PRAXELL WEBSITE SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE AND YOUR USE THEREOF. PRAXELL MAKES NO WARRANTIES OR REPRESENTATIONS REGARDING THE ACCURACY OR COMPLETENESS OF THE CONTENT ON THE PRAXELL WEBSITE OR THE CONTENT OF ANY SITES LINKED TO THE PRAXELL WEBSITE. IN NO EVENT SHALL PRAXELL ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR OTHER INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE PRAXELL WEBSITE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. YOU SPECIFICALLY ACKNOWLEDGE THAT PRAXELL SHALL NOT BE LIABLE FOR USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. PRAXELL DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE PRAXELL WEBSITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND PRAXELL WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. THOSE WHO ACCESS OR USE THE PRAXELL WEBSITE FROM JURISDICTIONS PROHIBITING SUCH USE, DO SO AT THEIR OWN VOLITION AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAW.

12. Indemnity

You agree to defend, indemnify and hold harmless Praxell, its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Praxell Website; (ii) your violation of any term of these Terms of Use; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your User Content caused damage to a third party. This defense and indemnification obligation will survive these Terms of Use and your use of the Praxell Website.

13. Miscellaneous

• Force Majeure. Under no circumstances shall Praxell be held liable for any delay or failure in this Website and/or any of the Services and/or information on the Website directly or indirectly resulting from, arising out of,  relating to or in connection with events beyond the reasonable control of Praxell, including, without limitation, internet failures, equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, earthquakes, explosions, acts of God, war, terrorism, governmental actions, orders of courts, agencies or tribunals or non-performance of third parties. The provisions of this paragraph are in addition to, and not intended to limit or modify, the limitation of Limitation of Liability section as stipulated above.
• These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by Praxell without restriction or limitations.
• You agree that: (i) the Praxell Website shall be deemed solely based in Israel; and (ii) the Praxell Website shall be deemed a passive website that does not give rise to personal jurisdiction over Praxell, either specific or general, in jurisdictions other than Israel. These Terms of Service shall be governed by the internal substantive laws of the State of Israel, without respect to its conflict of laws principles. Any claim or dispute between You and Praxell that arises in whole or in part from the Praxell Website shall be decided exclusively by a court of competent jurisdiction located in Tel Aviv, Israel. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. These Terms of Use, together with the Privacy Policy and any other legal notices published by Praxell on the Website, shall constitute the entire agreement between You and Praxell concerning the Praxell Website. If any provision of these Terms of Use is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Use, which shall remain in full force and effect. No waiver of any term of these Terms of Use shall be deemed a further or continuing waiver of such term or any other term, and Praxell’s failure to assert any right or provision under these Terms of Use shall not constitute a waiver of such right or provision. YOU AND PRAXELL AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE PRAXELL WEBSITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION OCCURS. OTHERWISE, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.
• Marketing Consent. By registering to the Praxell Website and providing your email address, You expressly agree to receive promotional content from Praxell, by mail or email, from time to time. If You provide Praxell with your phone number (at any stage of use of the Services), Praxell shall be entitled to call You or send You promotional SMS notices from time to time.  If You wish not to receive such promotional content / notices, You may notify Praxell at any time.

BETA Test Warning. Please note that the Praxell Website is currently in its BETA version and undergoing BETA testing. You understand and agree that the Services may still contain software bugs, suffer disruptions and not operate as intended or designated. Your use of the Services at this stage signifies your understanding of and agreement to participate in the Service BETA testing.

Terms of Agreement - Site usage.

Welcome to Praxell's North American service, operated in the United States by Praxell, Inc.. When you use our website to place an order with us, these Terms and Conditions of Business will constitute a legally binding agreement between you and us. It is your responsibility to carefully read these Terms and Conditions of Business before using this website. Your use of the Praxell.com website is contingent upon your acceptance of our Privacy Policy and the following Terms and Conditions of Business. ("Praxell Policies"). Use of the Praxell.com website will be considered acceptance of the Praxell Policies. If you do not agree to the Praxell Policies, then you may not use the Praxell.com website. Please note that Praxell.com has the right to modify the Praxell Policies and, thus, you should review them periodically. If you have any questions, comments or concerns regarding the Praxell Policies or any other part of this site or regarding any of our featured products and services or if you have experienced technical problems while using this site, please send an email to customer services.

1. Definitions

"Seller" means Praxell, Inc. "Buyer" means the person whose name is printed on the Order. "Contract" means the order and Order Confirmation (incorporating any Special Conditions) "Goods" means the goods or services which the Seller is to sell in accordance with these Terms and Conditions of Business. "Order" means the Buyer's order for Goods or services. "Order Confirmation" means the Seller's Order confirmation pursuant to Section 3(b). "Price" means the price together with postage and packing in force at the date and time of the Order, subject to any promotional offer or discount then applicable. "Person" means any person, firm or company. "Special Conditions" any conditions in relation to Orders set out and designated as such in the Order Confirmation. "Terms and Conditions of Business" means the standard terms and conditions of business set out in this document. "Writing" includes, other than for the purpose of Section 9, email clearly bearing the names of the sender and the recipient and writing on the screen of a visual display unit or other similar device.

2. Basis of Sale

These Terms and Conditions of Business and any Special Conditions contains all of the terms and conditions pursuant to which Seller will provide the Goods and any services. The parties expressly exclude any terms and conditions which the Buyer includes in any purchase order, confirmation of order or other document. Any variation of these Terms and Conditions of Business and the Special Conditions will only bind the Seller if agreed in Writing between authorised representatives of the Seller and the Buyer. The Seller's employees are not authorised to make any representations concerning the Goods unless confirmed by the Seller in Writing. In entering into any Contract and in accepting delivery, the Buyer acknowledges that it does not rely on representations concerning the Goods which are not confirmed in this way.

3. Orders and Specifications

All Goods are offered for sale subject to availability and subject to the Seller's acceptance of the Order. The Seller reserves the right to reject any Order without the obligation to assign any reason for so doing. No Order shall be deemed accepted by the Seller unless and until it is confirmed unconditionally by the Seller in the Order Confirmation. The Seller has a policy of continuous product development and reserves the right to amend the specifications of any of the Goods without prior notice. Goods supplied may therefore differ as a consequence of multi-standard color systems, notably the international screen based color system of RGB and the print color system used by Praxell. The Seller endeavours to display and describe as accurately as possible the printed colors of the Goods which appear on its website, but cannot undertake to give any assurance that the colors of Goods supplied will exactly match those displayed on the Buyer's monitor.

4. Price, Payment and Currencies

The Buyer shall be responsible for all applicable taxes, including taxes applicable in the territory to which the Goods are sent. Payment must be made by credit card or debit card or by PayPal at the time of placing an Order which is accepted by the Seller. Payment in full will be taken at this time and the Contract will be in force. The Buyer undertakes that all details provided to the Seller for the purpose of the Order and its delivery will be correct and that the chosen method of payment is the property of the Seller and that sufficient funds or credit facilities are available to cover the full cost of the Goods ordered. The Seller reserves the right to obtain validation of the Seller's credit card, debit card or PayPal details before accepting the Buyer's Order.

5. Delivery

The place for delivery of the Goods will be as shown on the Order and the normal method of delivery (unless specifically agreed otherwise) shall be regular postage. The Seller will endeavour to process the Order and manufacture the Goods within the time period stated for each item. However, because manufacturing time varies by item of Goods, the Seller reserves the right to combine items into one shipping package or to ship items separately. Each package will be sent separately by regular post, unless otherwise stated in the Order Confirmation. Any dates quoted for delivery of the Goods are estimates only. Time for delivery will not be of the essence of the Contract and the Seller will not be liable for any loss or expenses sustained by the Buyer arising from any delay in the delivery of the Goods however caused. The Buyer must inspect the Goods on delivery and, in the case where Goods have been delivered by carrier, sign the required proof of delivery document or collection acceptance document. A signature on that document will constitute conclusive evidence against the Buyer of receipt of the quantity of Goods indicated on that document free from any apparent defect or damage. The Buyer may not reject the Goods or any part of them solely on the grounds of short delivery of an instalment. If the Goods are alleged to be damaged or defective on delivery, a description of the alleged damage or defect must be given in writing at the time of delivery and signed by or on behalf of the Buyer. The Seller reserves the right to make delivery of the Goods by instalments. If the Goods are to be delivered in instalments, each delivery will constitute a separate contract. The Buyer may not treat the Contract (as a whole) as repudiated if the Seller fails to deliver any one or more of the instalments or if the Buyer has a claim in respect of any one or more of the instalments. If the Buyer wrongfully fails to take delivery of the Goods, the Seller shall be under no obligation to refund the Price. Goods may not be returned to the Seller except as provided in Section 7 below.

6. Risk and Property

Risk of damage to or loss of the Goods will pass to the Buyer on delivery at the agreed address. Notwithstanding delivery and the passing of risk in the Goods, property in the Goods will not pass from the Seller until the Seller has received full payment of the Price and all other sums which are due, owing or payable by the Buyer to the Seller in respect of the Contract or any other Contract between the Seller and the Buyer.

7. Returns, Refunds and Rights of Cancellation

The Buyer shall have the right to cancel any Order for Goods only in the following circumstances: if the Seller has failed to deliver the Goods ordered within 28 days after the date of the Order; in the case of defective Goods at the earliest opportunity after the Buyer has discovered the fault or defect (provided that the Buyer shall be deemed to have inspected the Goods as soon as reasonably practicable after delivery and in no case longer than 14 days after receipt). Notice of the wish to cancel must be made by email to the email address of Praxell.com shown below. For the avoidance of doubt, save in respect of defect or defective goods, nothing in these Terms and Conditions of Business shall give to the Buyer rights of cancellation in regard to the Goods which, by their nature have been made to the Buyer's specifications or are clearly personalised. In the case of cancellation under Section 7(a) above, the Seller shall be responsible for all sums paid (including initial and re-delivery charges (if any)) in respect of the Goods in question. All items of Goods which are returned by the Buyer to the Seller must be returned in their original packaging (which the Buyer should retain for the purpose) and must be in an unused condition.

8. Limitation of Liability

The Seller will not be liable for short delivery or defective Goods unless a claim is notified to the Seller in writing in accordance with Section 7(a) or, where upon reasonable inspection of the Goods, the Buyer should have become aware of such defect. The notification must include the Order confirmation number, delivery note number and details of the claim. In the case of a valid claim, the Seller may, in its sole discretion, replace the Goods (or the part in question) or refund to the Buyer the Price (or an appropriate proportion of the Price). The Seller will have no further liability to the Buyer in respect of the matters referred to in this Section 8a. The Seller will not be liable in any way for loss, damage, costs or expenses (including loss of profit) arising directly or indirectly from any failure or delay in performing any obligation under this Contract by reason of any event or circumstance outside the reasonable control of the Seller, including (but not limited to), any strikes, industrial action, failure of power supplies or equipment, government action or Act of God. The liability of the Seller, its agents, employees, subcontractors and suppliers with respect to any and all claims arising out of the performance or non-performance of the Seller's obligations in connection with the use of the information provided under the Contract, or the rendition of services hereunder, whether based on warranty, contract, negligence, strict liability or otherwise, shall not exceed, in the aggregate, the net purchase price (excluding taxes and freight) for such products or services. In no event shall the liability include damages for loss of profits or revenue; increased cost of purchasing or providing materials, supplies or services; cost of replacement capital; claims of purchaser's customers; inventory or use charges; or incidental or consequential damages of any nature. This limitation of liability section shall prevail over any conflicting or inconsistent provision contained in any of the documents comprising this Contract. It is up to the Buyer to take precautions to ensure that whatever computer equipment and/or software selected for use is free of such items as viruses, worms, Trojan horses and other items of a destructive nature. In no event will the Seller be liable to the Buyer or any other party associated with the Buyer from any direct, indirect, special or other consequential damages for any use of the Praxell.com website, or any other hyper linked website, including without limitation, any lost profits, business interruption, loss of programs or other data on the Buyer's information handling system or otherwise, even if the Seller has been expressly advised of the possibility of such damages. THIS SERVICE IS PROVIDED "AS IS" AND "WITH ALL FAULTS". Praxell, INC. AND ITS AFFILIATES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF ACCURACY, RELIABILITY, TITLE, MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.

9. Intellectual Property

a. This website is owned and operated by the Seller. Unless otherwise noted in this website, Seller owns or is granted the copyright with respect to all non-designer content on the website. Content includes: text, graphics, logos, audio clips, trade marks, software server information, and anything else hosted on this website. All rights to content, services, and server information are reserved. Any modification made to the content of this website by a third party is a violation of Seller' s copyright. Additionally, the Praxell.com website may contain other proprietary notices and copyright information, the terms of which must be observed and followed. b. Nothing contained on the website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the website or any information displayed on the website, through the use of framing or otherwise, except: (a) as expressly permitted by these Terms and Conditions of Business; or (b) with the prior written permission of Seller or the prior written permission from such third party that may own the trademark or copyright of information displayed on the website. c. The Praxell.com logo, name, and other marks indicated on the website are the subject of applications for trademarks or registered trademarks of the Seller in the European Union and/or other jurisdictions, including the USA. Seller and its licensors maintain all of the rights in and to the graphics, logos, page headers, button icons, scripts and service names are the trademarks or trade dress of Praxell.com. Sellers trademarks and trade dress may not be used in connection with any product or service that is not Seller’s, in any manner that is likely to cause confusion among customers or in any manner that disparages or discredits Seller. All other trademarks not owned by Seller that appear on this website are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Seller. d. The Buyer agrees that as an express condition of the holding of an account with the Seller the Buyer shall not use the service offered by the Seller to infringe the intellectual property rights of others in any way, including any intellectual property rights in images, fonts and the like that may be uploaded by Buyer to the Seller’s online service. Buyer will be solely and fully responsible for any claims or other losses arising out of Buyer’s actual or alleged infringement of any such rights. In addition (and without limitation), Seller reserves the right, with or without notice, to terminate forthwith the account of any Buyer who infringes (or who is alleged to have infringed) the copyrights or other intellectual property rights of any third party and to remove all such infringing (or allegedly infringing) material from the website. e. Copyright complaints by third parties (i) The Buyer acknowledges that Seller is a “service provider” under the United States Digital Millennium Copyright Act (the “DMCA”). Consistent with the DMCA, Seller may accommodate standard technical measures used to identify and protect copyrighted works. (ii) Seller respects the intellectual property of others. If you are a third party and believe that your work has been copied in a way that constitutes copyright infringement, please provide Seller with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; and the place where the material that you claim is infringing is located on the Praxell.com website; (c) your address, telephone number, and email address; (d) a statement that your claim of infringement is based on a good-faith belief; (e) a statement made under penalty of perjury, that the information you have provided is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Seller’s agent for notice of claims of copyright infringement on its site can be reached as follows:

Copyright Enforcement  - Praxell, Inc. 54 West 39th Street, New York, NY 10018

10. Data Protection

Seller undertakes to process all personal data obtained by it through use of the website in accordance with its Privacy Policy and the principles provided by law. Please see the Praxell.com Privacy Policy for more information.

11. General and Miscellaneous

Notice Any notice given or made under the Contract must be in writing (other than writing on the screen of a visual display unit or other similar device, which shall not be treated as writing for the purposes of this Section). A notice served on the Seller will be addressed as provided in Section 9(e) and on the Buyer at the address stated on the Order, and if so addressed, will be deemed to have been duly given or made as follows: if sent by personal delivery, upon delivery at the address of the relevant party; or if sent by first class post, two clear business days after the date of posting The Seller and the Buyer may notify each other of a change in their name, relevant addressee and address for the purpose of this Section and this notification will only be effective on: the date specified as the date on which the change is to take place; or if no date is specified or the date specified is less than five clear business days after the date on which notice is given, the date falling five clear business days after notice of any change has been given. This Section will not apply in relation to the formal service of any court documentation or other document arising in connection with any disputes under the Contract. Governing Law and Jurisdiction The Contract shall be governed by and construed in accordance with the laws of the State of Delaware. The parties irrevocably agree that the courts of the State of Rhode Island have non-exclusive jurisdiction to settle any disputes which may arise in connection with the Contract. WaiverIf the Seller does not exercise a right or power when it is able to do so this will not prevent it exercising that right or power. When it does exercise a right or power it may do so again in the same or a different manner. Statutory RightsThe rights of the Seller and the Buyer and remedies under the Contract are additional to and not in derogation of, any other rights and remedies they may have at law.

Severability.  If any term or provision in the Contract is found to be void, against public policy, or unenforceable by a court of competent jurisdiction and such finding or order becomes final with all appeals exhausted, then the offending provision shall be deemed modified to the extent necessary to make it valid and enforceable. If the offending provision cannot be so modified, then the same shall be deemed stricken from the Contract in its entirety, and the remainder of the Contract shall survive with the said offending provision eliminated. Website AvailabilityBecause public networks, such as the internet, occasionally experience disruptions, the Seller cannot guarantee the Praxell.com website will be available 100% of the time. Although the Seller strives to provide the most reliable website possible, interruptions and delays in accessing the website are unavoidable and the Seller disclaims any liability for damages resulting from such problems. Typographical ErrorsInformation on Praxell.com website may contain technical inaccuracies or typographical errors. The Seller attempts to make its descriptions as accurate as possible, but does not warrant that the content of the Praxell.com website is accurate, complete, reliable, current, or error-free. LicenseSeller grants to the Buyer a personal, limited, non-exclusive, and non-transferable right to access and use the content on the Praxell.com website solely for the purpose of purchasing Goods or other services provided through the site. All use must be in accordance with all Praxell Policies, including the Privacy Policy. Off-Site LinksA link to a non-Praxell.com website does not mean that the Seller endorses or accepts any responsibility for the content or the use of such website. It is up to the Buyer to take precautions to ensure that whatever it selects for its use is free of such items as viruses, worms, Trojan horses and other items of a destructive nature. HeadingsAll Sections and section headings are for convenience of reference only and shall not affect the interpretation of the Contract. User Registration, Eligibility and Account ActivityIn registering for a Praxell.com user name, the Buyer acknowledges and represents that he/she is an individual of at least 18 years of age who can form legally binding contracts under applicable law. The Buyer agrees to keep the user name and password confidential. The Buyer further guarantees that the information supplied to the Praxell.com website is accurate. Falsifying or omitting contact information such as a member's name, address, and/or telephone number when registering with Praxell.com is not permitted. Users are also not permitted to use fax or disconnected numbers as a telephone number. When using this website the Buyer must obey all applicable international, federal, state, and local laws. User Suspension and/or TerminationThe Seller, in its sole discretion, may terminate the Buyer's user registration for violating any Praxell Policies. The Buyer agrees that breach of any of the terms in the Contract may also result in the immediate termination of the Buyers user registration and/or give rise to civil action against the Buyer. Seller's Right of Removal of MaterialsThe Seller reserves the right at any time with or without the Buyer's prior consent and without liability to the Buyer in that regard to delete from the Praxell.com website all personal information, data, text, files, images and all other materials of the Buyer and to prevent the Buyer from obtaining access to any such data. In particular, it is the absolute policy of the Seller to reject any materials which, at the Seller's sole discretion, it considers to be obscene, in bad taste or in any other way inappropriate (whether or not to print such materials would be illegal or unlawful). Buyer Indemnification of Seller. The Buyer agrees to indemnify the Seller and its affiliates, employees, agents, representatives and third party service providers, and to defend and hold each of them harmless, from any and all claims and liabilities (including attorneys fees) which may arise from the Buyer's submissions to the Seller's website, and/or from the Buyer's unauthorized use of material obtained through the Seller's website, and/or from the Buyer's breach of the Contract, or from any other loss or damage of whatever kind suffered by the Seller caused by the Buyer's use of the Seller's website. Seller's Right of Change and Amendment. The Seller reserves the right to make changes from time to time to the nature of and/or the way in which it provides it services under contracts with Buyers and, in consequence, to make variations and amendments to the Praxell Policies. Buyers who use the Seller's services on a regular basis should check the relevant links regularly before placing Orders.